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Celldex Therapeutics Inc

For the period ended Jun 5, 2025. Filed Apr 21, 2025.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Jun 5, 2025 · Filed Apr 21, 2025

CLDX$29.87+5.7%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934 (Amendment No. )

Filed by the Registrant☒

Filed by a Party other than the Registrant☐

Check the appropriate box:

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Preliminary Proxy Statement

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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

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Definitive Proxy Statement

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Definitive Additional Materials

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Soliciting Material under§240.14a-12

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Celldex Therapeutics, Inc.

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(Name of Registrant as Specified In Its Charter)​

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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

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No fee required.

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Fee paid previously with preliminary materials.

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Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

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Notice of Annual Meeting of Stockholders

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​Date and Time​​​Virtual Meeting​​​Record Date​
​June 5, 2025 at 9:00 a.m. Eastern Time​​​This year’s meeting will be held online at: virtualshareholdermeeting.com/CLDX2025​​​Only stockholders of record at the close of business on April 9, 2025 are entitled to receive notice of and to vote at the Annual Meeting or any postponement or adjournment thereof.​
​ · Proposals · ​ · ​ · ​ · Items of Business · ​ · ​ · ​ · Board Voting Recommendation · ​ · ​ · ​ · Page Reference · ​
​​​​Elect nine directors to serve until the next Annual Meeting of Stockholders and until their respective successors shall have been duly elected and qualified;​​​FOR​​​​​​6​
​​​​Ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the year ending December 31, 2025;​​​FOR​​​​​​52​
​​​​Approve an amendment to our 2021 Omnibus Equity Incentive Plan, including an increase in the number of the shares reserved for issuance thereunder by 2,000,000 shares to 9,500,000 shares;​​​FOR​​​​​​54​
​​​​Approve, on an advisory basis, the compensation of the Company’s Named Executive Officers as disclosed in this proxy statement; and​​​FOR​​​​​​60​
​​​​​Address any other matters that may properly come before the meeting.​​​​​​​​​​​​​

YOUR VOTE IS IMPORTANT

Regardless of whether you plan to attend the live virtual meeting, we encourage you to vote as soon as possible in one of the following ways:

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​BY MAIL​​BY TELEPHONE​​VIA INTERNET​​AT THE VIRTUAL MEETING​
​Sign, date, and return your proxy card in the enclosed envelope​​submit your proxy by telephone​​submit your proxy by via the Internet​​Attend the Annual Meeting online at virtualshareholdermeeting.com/CLDX2025​
​​​​By Order of the Board of Directors​
​April 24, 2025 Hampton, NJ​​Sam Martin Chief Financial Officer and Secretary​
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.